Super Spiders and Rats
by PuReHeRo
Summary: Peter Parker a.k.a. Spider-Man was fighting Goblin in Times Square until Goblin decided to teleport Spider-Man to another universe. Will he ever find his way back home? Probably with the help of a several lab rats. Leave a review. (Since I've been seeing all of these reviews, I'm gonna try to do this story again. U happy? I bet you are! It's back! OPEN SOURCED!)
1. Chapter 1: Where am I?

_**Hey there true believers, it's PuReHeRo here. This is a crossover between Disney XD's Lab Rats and Marvel's Ultimate Spider-Man (comic, not the TV show but the idea of this fanfic came from the show because they're both from Disney XD). R&R! I don't care if it's a mean and hurtful one. It's tough to make me angry or sad. Spider-Man's life is mixed with Earth 1610, Earth 616, The Amazing Spider-Man movie, and the Spectacular Spider-Man TV Show. Italics Underlined are people's thoughts. Anyway, on to the story! **_

**Chapter 1: Where am I?**

It was summer in New York and it was the last day of school in Midtown High. Peter Parker a.k.a. the Ultimate Spider-Man, starred at the clock in his last class period and so was his classmates. Five, four, three, two, one, the school bell rang. Everyone cheered and yelled in excitement that school was finally over. They all ran out the doors of Midtown High. Peter took the stairs to the roof of the school. He dropped his backpack and opened it. In his backpack were books, folders, spiral notebooks, and his Spider-Man costume. He took the costume out and changed into it. Spider-Man picked up his backpack and started web swinging to the Parker Residence.

"Yes! School is finally over! Now I can do whatever I want to do. I mean I still have my responsibilities as Spider-Man and Peter Parker. I have to take pics for ol' picklepuss and I have to stop crime going on. I'm Spider-Man for a reason. I also have to take care of Aunt May. Yep, this is **really** an enjoyable summer vacation." Spider-Man sighed. "Well, at least I can relax for now." He landed on top of the Parker House roof. He was about to open the window to his room when all of a sudden, an explosion happened in the city. "Yep, I jinxed it." He moaned. Spider-Man started web swinging to the explosion.

There was an explosion at Times Square and who was the cause of this madness? It's no other than Spider-Man's arch nemesis, Green Goblin. He tried to destroy Times Square just enough for Spider-Man to show. Spider-Man appeared behind Goblin, across the street.

"What's the plan this time Osborn? Is it trying to kill me, stealing tech from SHIELD, trying to kill me, or trying to kill me? Whatever plan you're doing, I know it has to do something relating to killing me." Spider-Man said.

"Maybe…maybe…not." Goblin said in low and monstrous voice, pausing three times.

"Well, either way, you're not going to beat me. Actually, how many times did I beat you? Okay um, 1…2…3…um…" Spider-Man was counting in his head of how many times he defeated Goblin. Goblin fired a fireball at Spider-Man. His spider-sense went off and jumped out of the way so he would dodge the fireball. Goblin ran up to Spider-Man and punched him to a side of a building. Spider-Man jumped off the side of the building aiming towards Goblin to kick his face. Goblin stumbled back a little. Spider-Man ran towards him to kick him again but he grabbed Spider-Man's leg and slammed him to the ground right to left. He threw Spider-Man at the same building again. Goblin ran towards him but Spider-Man ran towards him too and slid under him, between his legs. He got up and shot web at Goblin feet. Spider-Man pulled the web which made Goblin fell face flat to the ground. Goblin got up again and threw fireballs at him again. He got hit by five of them and dodged the rest. Spider-Man done something similar. Instead of fireballs, he shot web balls (no, not anything relating to…um…his junk) at Goblin rapidly. It done minimal damage but it did distract him. Spider-Man used this opportunity and punched Goblin straight across the face. Spider-Man then picked Goblin up and threw him at a building. Goblin got up but then fell on one knee. Spider-Man walked towards him.

"Are we done Norman because I was thinking of relaxing for summer. You know, just kick back and relax. So are we done?" Spider-Man asked. Goblin didn't answer back. "Uhh…Norman?" Goblin surprised Spider-Man by punching him across the face. Spider-Man crashed into a taxi which is now a destroyed taxi. He looked at the taxi driver who's looking pissed off.

"Sorry, umm." Spider-Man looked around in his suit and found $60. "Here. $60, go buy yourself something good and I'll be fighting the big super villain." He started web swinging towards Goblin and tried to kick his face but Goblin, once again, grabbed Spider-Man's leg. Also once again, Goblin slammed Spider-Man to the ground right to left. He threw Spider-Man at a fire hydrant.

"Well, at least it's wasn't the building this time." He scratched the back of his head thinking what to do to defeat Goblin. Spider-Man looked behind him and saw water coming out of the broken fire hydrant. He had an idea. "It's always water. Well, it's like paper beat rock only it's…water and a big, stupid, and fiery dumb ass." He put his hand at the spurting water coming out of the ground. Goblin ran towards Spider-Man. He waited for the right moment to give this stinky fire giant a bath. Spider-Man then directed the water towards Goblin. The water hits him which done effective damage to Goblin since his body was made out of fire really. Goblin fell on one leg again. Spider-Man walked to him slowly this time.

"Are we really done now? Umm…please?"

"Oh but it is far from over Spider-Man." He secretly had a weird looking blaster in his hand.

"Oh really, what's your next move then? Is the Ultimate Six going to pop out of nowhere and I have to fight them or is it something where I teleported to another universe and I have no way of getting back home?" Spider-Man jokingly asked. "Please be neither."

"Your second choice is…..correct!" Goblin got up and shot his teleportation blaster at Spider-Man. It hits him and he disappeared. "Goodbye, Spider-Man." He then evil laughter came out through his mouth. "HAHAHAHAHAHA! HHHHHAAAAA! HAHAHAHAHA…!"

Spider-Man was teleported somewhere but it wasn't on the ground. He looked down and he was falling from the sky.

"OH MY FUDGE THAT'S A FAR WAY DOWN!" Spider-Man calmed down. "Okay. Like Miguel O' Hara says when free falling from the big height, 'just free fall'." He leaned down which made him fall down faster. Spider-Man started to see skyscrapers. He made a web net between two buildings as he's falling. Spider-Man landed on the web net which stopped his fall thus saving his life.

"Ahh, old reliable web shooters. What would I do without you?" Spider-Man was glad he was alive but how is ever going to get back to his universe? He thought, "Okay, so probably that wasn't a teleporting-to a-different-universe gun. It's probably a teleporter blaster that sent me a random location in my universe. I hope so because Aunt May would so ground me if I wasn't home for 3 years." Spider-Man sighed. "Ok, what am I going to do now?" Right when he said that, a group of thugs were trying to steal a girl's backpack. "Ok I'll do that. Might as well because like I said in mind before all of this happened, I'm Spider-Man for a reason. So up, up, and away!" He said, jumping off the building and ran to help the teenage girl.

"Aah! Help!" She screamed fearing the thugs.

"No one to help you cutie!" evilly said Thug 1. Behind the thugs was a man in a red and blue costume with a spider emblem on the center of his chest.

"Oh really, well I'm here so I'm going to stop you and your boy band." The man joked.

"Boy Band!? This guy is going to pay!" Thug 4 yelled.

"Oh do I have to pay in cash or credit?" The man once again was joking around with them.

"Argh! You're so annoying! Let's go put this guy to sleep permanently!" Thug 2 said, pulling out a knife. The man fell crouched down in fear.

"You've found my weakness! It's small knifes!" The man was faking that he was in fear of them. He stood up and shot out some white substance all around one of them sticking them to the wall. The man faked a sneeze and shot the white substance at the thug's crotch. The man was laughing as well the thugs and the girl.

"It's not funny!" Thug 2 yelled loudly.

"It is kind of funny." The man laughed so hard.

"Boys! Teach this punk a lesson that he'll never forget!" Thug 2 ordered loudly.

"Oh should I be writing down notes for this lesson?" The man jokingly asked as he kicked Thug 5 in the face rendering him unconscious. "No? Ok." The man was surrounded by the rest of the thugs. They ran toward him at the same time. The man jumped really high in the air and landed on the wall which he was sticking onto. He shot the white substance out from his wrists, aiming towards the group of thugs trapping them in it where they can't get out even with a knife (okay I got that from a source where Spider-Man's webbing is hard to get out from unless you were strong enough to rip it apart). The man jumped off the wall landing in front of the girl.

He asked, "Hey, are you ok?"

"Yes I'm fine. Thank you." She replied with thanks. "Who are you?"

"Little ol'? I'm your friendly neighborhood Spider-Man, or Spidey for short. Since you asked me, who are you?"

"My name is Bree. Thanks again for saving me Spidey."

"No problem. I'm always about a helping hand." Spider-Man thought of a weird question to ask involving universes. "Do you know the Avengers or the X-Men?" Bree shook her head right to left. "Yep I'm in a different universe."

Bree asked Spider-Man, " You're not from here aren't you?"

"No, I'm not from here. I'm from New York."

"Aren't you a teenager? You sound like one." Bree questioned Spider-Man.

"Uhh, yeah. Why you ask?" Spider-Man said confused.

"Then you should call yourself Spider-Teen then right?" Bree asked.

"You want me to tell you a long story of how I chose my superhero name?" Spider-Man said stressed.

"Are you ok?" She asked seemingly worried.

"Yeah I'm fine. Hey umm….do you think I can stay over at your place because I have no where to live." Spider-Man asked thinking that she's weirded out about this. "Yeah she'll say no. I know it. I mean how many people would ask this? Pretty weird to me." Bree asked why. "Well Bree…I'll tell you later. Can I just stay over?"

"Umm…I'll have to ask Mr. Dav…my Dad." Bree remembered about the fact that she a bionic superhuman.

"Ok, let's go to your house then." Spider-Man shot a web line then Bree thought of something.

"Wait. You're in costume. My parents would be shocked if I invited a superhero to our house."

"Don't worry about it. I'll explain everything. Hey Bree, what's your address?"

She wrote it down on a piece of paper and gave it to Spider-Man. He looked at it and placed the address in his suit. Bree questioned. "Hey do you think I can call you Spidey or just Spider-Man?"

"Either one is fine. I don't mind. I have other nicknames like…" He thought of some. "Web-Slinger, Web Head, and Webs. Now, climb onto my back hold on. This is going to be a bumpy ride!" Peter shot a web line once again started web swinging really fast. Bree was screaming on the adrenaline she was having. Even her super speed couldn't top this. They web swung towards her house.

_**So what this you think? Love it? Hate it? Leave a review. PM me if there's something wrong with the story. What will happen when Peter Parker/Spider-Man and Bree Davenport get to her house? Will Peter tell he's from another universe? Find out next time on:**_

_**Super Spiders and Rats**_


	2. Chapter 2: Explanation and the Lab

_**Here's chapter 2. I don't have anything to say. Skip to chapter if you did read chapter 1 because the rest of this is for people who are too lazy to read the previous one. So, where we left is Spider-Man was teleported to the Lab Rats Universe because of ol' jolly Gobby. Spider-Man popped up in the sky and free fell to the buildings like Miguel O' Hara a.k.a. Spider-Man 2099 would do. He made a web net between two buildings and leaned towards the net. Spider-Man survived and helped Bree Davenport by saving her from five thugs trying to steal her backpack. Spidey asked if he can stay over at her house. He didn't explain why. He would explain it to her when they get to her house. Bree said that she would have to ask her "dad" (Mr. Davenport). Spidey was fine with that. He and Bree headed to her house by good ol' fashion web swinging. Chapter 1 was a small chapter but this chapter will be long because I have so many ideas for this one. Italics Underlined means people's thoughts. Remember that Spider-Man's life is merged with Earth 616, Earth 1610, The Amazing Spider-Man movie, and the Spectacular Spider-Man TV Show. Aaaaannnyyywwwaaayyyy, ON TO THE STORY!**_

**Chapter 2: The Explanation and the Lab**

Spider-Man and Bree, who is on his back, stopped web swinging and looked at the address then looked at the big shiny house right in front of them. Spider-Man was shocked in awe.

"OH MY GOD! This is the greatest house I've ever seen! Well, not comparable to Harry's but it's kind of close. All I have to say to Bree about this house is…" Spider-Man said staring at the house. "…This is…your house?"

"Yeah. Most people are like that when they see my house." Bree explained. Spider-Man knocked some sense into himself.

He asked, "Shall we go inside?"

"Yeah, let's go." happily said Bree. They entered in the house. There were four people inside the house right. The old man right next of Adam was Mr. Davenport. The little black person was Leo (I felt so bad calling him 'little black person'. It made me feel racist). And right next to him was Chase. They noticed the person in the red and blue spandex. Mr. Davenport walked up to Bree.

He asked looking mad, "Umm…Bree? Who is this because the last time I checked, we don't let random people into my house."

"His name is Spider-Man. He has nowhere to live. That's sad. We have to let him live here. He saved me from 5 muggers by using his superpowers."

Chase scoffed, "Superpowers? That's the silliest thing I ever heard." Chase then started to brag. "But bionic powers are not. In fact, I think they are amazing. More realistic."

Spider-Man said, "If I don't have superpowers, can I do this?" He climbed up the wall onto the sealing. Tasha, Leo's mom, came in the room.

"Hey guys. What's going…" She looked up and saw Spider-Man sticking on the sealing. She screamed and then fainted.

Spider-Man embarssely smiled under his mask, "Sorry. Now, you think I have superpowers."

"Probably something in your gloves that makes you sticking onto the wall." Chase still didn't believe him but Spider-Man took off his gloves and boots and crawled around the wall. "Now, I believe you."

"Whoa! You're really a superhero!" Leo excitedly said.

"Why don't you have home?" Adam asked. "Everyone should have a home, even dogs and cats and horses and cows and…." He was interrupted by Chase covering his mouth with his hand.

"Well…you might think that it's ridiculous but…I'm from a different universe."

"That's ridiculous." Mr. Davenport said. "But I'll use my new invention. It's the Truth Sensor. This little thing will tell if you are telling the truth. I'll go get it." He ran to a room and tries to find it.

"'The Truth Sensor'? How old is this guy? 9?" Spider-Man said. "I could make a better name than that."

Bree asked, "Oh really? What names can you think of?"

"Well…well you see…yeah I got nothing." He said as he looked down at his feet. Bree smiled. Mr. Davenport came back with the Truth Sensor.

"Ok, say that you're from a different universe and it will scan you. It'll tell if you are telling the truth or not."

"Ok. I'm from a different universe." Spider-Man said once again. The Truth Sensor scanned Spider-Man and results showed up on the screen of the device.

"Ok, the results came up." Mr. Davenport looked at it and he was shocked in disbelief. "He **IS** from a different universe!" Everyone else gasped in disbelief.

"I told you but you had to get your Truth…Detector thing." Spider-Man said.

Bree asked Spider-Man, "How did you get here?"

"Well…" He started talking really really fast. "It was summer and school was over. I changed into my costume on the school rooftop and headed back home going to kick back and relax but an explosion happened in Times Square. It was caused by my arch nemesis, the Green Goblin. I fought him and was very very painful. I was close to knock the snot out of him but he had a teleporter gun hidden. He shot it at me. And I was teleported in this universe. I saw Bree being attacked by five idiot thugs so I helped her. I asked if I can crash at your place and now it leads to this moment on." He breathed heavily because almost running out of breath.

"Wow. You got in a fight with a goblin and lost?" Adam said. "They should be easy. Goblins are little green trolls."

"Hey, the Goblin is a big one and shoots fireballs out of his hands. Just a imagine a big green monster with little horns on his head and is on fire." They thought about it.

"Yeah…that's bad. What other villains you have?" Mr. Davenport asked.

"Well, there is the Rhino and Kraven. Also, the monstrous Lizard and Scorpion. And the Beetle and Shocker. And…" Spider-Man was interrupted by Bree.

"Ok, so you have a lot of villains. I can't believe you can even survive."

Spider-Man added, "Especially when six of the most dangerous villains team up to defeat me."

"Now, that's really bad." Leo said.

"Even worse, when the cops show up, some of them shoot at me because of one owner of a newspaper company hates my guts and publishes bad things about me. At least most people don't believe ol' picklepuss."

"Doesn't it bother you that people hate you?" Mr. Davenport asked.

"No, I don't care if people hate me or not though it would be nice. Well, I don't care because of one tragic moment."

"What was it?" Bree asked being very curious.

"The day I got my powers. When I went to field trip to Oscorp, a big company in my city, we're studying spiders in my science class. My class got to experimental part where scientists injected spiders with an Oz Formula. They were trying to remake the Super Soldier Serum. It was a serum where it makes one puny weak person into a big and super strong soldier. The Oz Formula was the prototype of the New Super Soldier Serum. 15 spiders were injected and was contained in a little plastic box. One of them escaped. The one that escaped crawled onto my hand without me noticing. It then bit me. The effects of the spider that bit me was really bad. Especially it just injected radiation in my body. Usually, radiation would kill a normal person but for some reason, I got powers of a spider. It gave me the proportionate strength and agility of a spider. I can also climb on walls. In an addition of that, I have a early warning sense in the back of my head telling me danger before it happens. Kind of like a sixth sense. I lived with my aunt and uncle. They treated me like they were like my mother and father. I tested out my newly found powers at a wrestling match where if can defeat the champion in three minutes, I could win $30,000 and I would use that money to pay bills for my aunt and uncle. My uncle dropped me off at the library thinking I was going there to study. He said he was going to pick me up at that same spot and told me about 'with great power comes with great responsibility' before he left. He drove away and headed to the wrestling match not far from there. I called myself the Amazing Spider-Man with a costume similar to mine right now except with the spider emblems and black lines around my costume. I fought the champion and made him look like he was the challenger. I won but didn't defeat him in three minutes so I got a cheap 100. I was mad walking to the elevator when a thug stole money from the wrestling promotor. He told me to help him but I didn't. I let the thug escape with the money. It wasn't my problem. I waited for the next elevator after that. I tried to look for my uncle to pick me up but there were a group of people and cops around somebody. I went to the crowd and I wouldn't believe my eyes. It was my Uncle Ben. The cops told me he was shot. Uncle Ben tried to say something to me but before he did, he passed away. He was dead. The person killed him took the car so I tracked down the car and found the thug being chased by cops. I used my web to chase after him. The thug stopped and ran into an old warehouse. I went inside to teach that guy a lesson. I found him and I had him cornered. I was about to finish him off but then I realized, if I kill this guy right here, I would be no better than him. So I webbed him, hanging upside down from his feet and I walked away. I chose to be the good person and I'll never forget my uncle's words. 'With great power comes with great responsibility'. After that moment, I became Spider-Man."

"That was so dramatic. I'm sorry Spidey for uncle's death." Bree tried to comfort the upset web slinger.

"It's alright. Do you think I can still stay here though?" Spider-Man asked Mr. Davenport. He was thinking about it. "Come on, please. I'll give my mask puppy dog face." Spider-Man showed his puppy dog face which is noticeable under his mask.

"Please Big D, he even showed you his puppy dog face." Leo begged.

"Uhh…ok fine. He can stay with us but he will have to sleep on the couch." Mr. Davenport said.

"Fine by me." Spider-Man replied.

Adam curiously asked, "What's your real name?"

Spider-Man answered her question with a simple answer. "Won't tell any of you guys. I'm never going to tell. It's called 'secret identity' for a reason."

"Fine."

"I'm going to take a look around the house because so far, it looks completely amazing!"

Mr. Davenport said, "Why thank you. What would you do if you were billionaire?"

"Well…um…make this house. Anyway, I'm gonna look around." Spider-Man told them once again.

"Alright." Chase replied. Spider-Man walked around the house for 9 minutes. He found one room with a remote on the wall.

"Touchy the button." He pressed a button and found a secret door with three circles around crisscrossing as a logo. "Hmm…seems mysterious." He walked inside some kind of elevator and pressed another button. The elevator door closed and it went to a somewhat basement level really fast. "Fast elevator. Surprised I didn't became barf on the joyride. Wait a minute…" Spider-Man saw Bree running really fast around the room, Adam carrying something Spider-Man could carry, and Chase using a sort of force field. Bree noticed something right next to the elevator door. She didn't see that it was Spider-Man. Luckily, he hid on top of the sealing. "Oh my god. Adam, Bree, and Chase have superpowers!"

_**So what did you think? Liked it? Hated it? Leave a review! Will Spider-Man find out more things out Adam, Bree, and Chase? Will they notice Spider-Man found the lab? Find out next time on:**_

_**Super Spiders and Rats**_


	3. Chapter 3: Bionic Superhumans

_**Here's Chapter 3. Haven't been updating in a while because of school and stuff but there's a blizzard going in Illinois so there is no school (Feb. 22, 2013). Woo! Anyway, the reminder of this message will be for the people who are too lazy to read the last chapter. Where we left was, Spider-Man and Bree got to her house. Spider-Man explains everything to Mr. Davenport. While that was happening, Tasha fainted of seeing Spidey sticking on the ceiling. Spidey then tells everyone about his backstory (when he got his powers). Mr. Davenport decides to let him stay only when he can get back to his own universe. Spider-Man looks around the house. He found many awesome rooms, even the lab! At the end of the last chapter was Spider-Man, sticking onto the ceiling, finding out that Adam, Bree, and Chase have powers. I feel like this chapter is kind of bland and didn't have much effort. Sorry if this chapter is bland and didn't have effort. I wasn't thinking straight on the time I was making the chapter. Italics Underlined are people's thoughts. Now, let's get to the story.**_

**Chapter 3: Bionic Superhumans**

Spider-Man stealthily crawled to the room where Adam, Bree, and Chase were in. He was checking out Adam's super strength, Bree's super speed, and Chase's smarts and other stuff.

"Adam, Bree, Chase have superpowers! What the hell!?" Spider-Man thought. "I'd better check out what they've got. They seem like they can take out the Rhino…well, as a team." Spider-Man kept on looking at them until someone or something spotted him. A virtual person on a screen named Eddy, spotted Spider-Man sticking on the ceiling.

"Hey! There's a stalker on the ceiling and it looks like he's checking you guys out. I'd get rid of him but I'm lazy." The virtual told them that. Bree looked up. Spider-Man retreated to a different spot.

"Eddie! Is this another prank? There's nothing up there." She said.

"There's someone up there and it's freaking me out!" Eddy was frightened. "I'll even show you video footage."

"Video footage!? Crap." Spider-Man thought. The video footage showed up on the big screen in the room. The video showed that someone on the ceiling that had a red and blue spandex on.

Bree was shocked, "What? Is that…" She took a closer look at the video. "…Spidey? It's Spidey! He found the lab!" She looked up and saw Spider-Man in the shadowy part of the lab. "Spidey, I see you. Get down from here."

Spider-Man jumped off and asked, "Ok you caught me but do you really have superpowers? Do you?"

"Uh…uh…" She didn't answer. She didn't want to or she'll expose her bionics.

Adam spoke up, "Yeah, we don't have secret bionic powers that we use every single day." He leaned towards Chase and whispered, "_Save it!_"

"Yeah, not really." Spider-Man said. "I can't believe it…that is so…AWESOME!" The three bionic super humans were surprised.

"You're not freaked out or think we're freaks?" Chase asked sounding surprised.

"Dude, back at my universe, there are many more freaky things more freaky than this plus I don't think you're freaks but media might be." He joked around. "I'm just kidding but the media thinks I'm a freak."

Eddy spoke up, "Uh, probably you're wearing a bug costume that people think are weird. I think it's weird too but can't blame them or me."

"Well you're a weird virtual person who spends his time in a tiny little screen doing absolutely nothing everyday." Spider-Man countered his insult.

"Oh, you're good." Eddy stared at Spider-Man, looking little mad which barely happens.

"So you're androids?" Spider-Man curiously asked.

"Not androids, bionic super humans." Chase corrected him. "We are human. Just with robotic powers."

"Ok…you want to test your powers on me? Come on, I can take it." Spider-Man really wanted them to fight him.

"Are you sure, Spidey? I think we're going to beat you up like a pancake." Bree gloated.

"Is that a bet…because that sounds like one. I bet that if I win, you all have to call me 'super awesome amazing great Spider-Man of New York…" He was interrupted by Bree.

"And if we win, which we would, you have to go around the house only in your underwear."

"Let's see, great awesome name…underwear…fine deal." Spider-Man and Bree shook hands. Adam grabbed the simulator key from Mr. Davenport's desk.

"Alright let's do this bug boy." Adam mocked Spider-Man.

"Fine gorilla boy." Spider-Man countered his insult like he did to Eddy. They all wore goggles and went in the simulator.

Spider-Man was in a place where every building was crumpled down and debris around him.

"Wow, this is…interesting." Spider-Man was a little afraid of this place. He looked for Adam, Bree, and Chase. "I can't seem to find them. Time to use my spider sense to find them." He used his spider sense and found them in higher ground meaning on top of a crumpled tall building. "Hey guys! I bet I can do this without looking. I'll web my eyes closed." He webbed his eyes without resistance. Bree went over to Chase and whispered to him.

"We are so going to win this bet. I'm so going to take a picture of him in his underwear." Spider-Man ran up the crumpled building where Adam was and shot a web at his chest. Spider-Man spun him around and lets go of it. Adam fell to the ground. Chase charged up a force field and threw it at Spider-Man. Spider-Man's spider sense went off and dodged it. He webbed up Chase to the wall. Bree ran fast up to Spider-Man and punched his face.

"Ow! You're fast but not fast reflexes." Spider-Man shot web balls at Bree which made her move back a little. She got annoyed and ran up to him to punch him again. Spider-Man dodged it this time and punch her stomach. "Ooh, sorry about that, I really don't like punching beautiful girls." He said and it wasn't a joke. The punch launched her back on the rooftop. Spider-Man webbed her up to the rooftop. She struggled to get out but couldn't. Spider-Man walked up to Bree and went on one knee right next to her. "Look who won now.

Spider-Man walked off the simulator pad. Adam, Bree, and Chase walked off looking surprised they've lost.

"Yeah, I should have told you that my spider sense doesn't only sense danger, it also can act as another way to see without using your eyes."

"Well that's useful 'Super Awesome Amazing Great Spider-Man of New York'." Bree said. Spider-Man snickered under his mask. Bree remembered something Spider-Man said, "And did you just call me 'beautiful' back at in simulator?"

Spider-Man reacted fast saying, "Uh no. Just forget what I said about that." There was silence. No one was talking to each other until Spider-Man said, "So guys, I'm thinking that if I'm going to be here in this universe for a while, do you think I can come with you to school? I'm only asking this because I have nothing else to do even though I'm in a room with a bunch of awesome stuff."

"Are you sure? Because there are two problems, one, we don't know your identity, two, it would be weird to see a superhero in our school." Chase explained.

"Oh yeah…" Spider-Man thought of a plan to actually pull it off but the bad thing was that it involved him telling his identity. But he trusted them to keep the secret. "Guys, can you keep a secret?"

"Um, sure. What is it?" Chase asked. Spider-Man answered his question by taking off his mask showing the face of Peter Parker.

"My secret identity is Peter Parker and I'm 15." He revealed with a voice sounding a little serious for he hoped that they would keep the secret. The bionic super humans were surprised at what Peter looked like. Peter noticed this. "What?"

"Well, we thought you would look have eight eyes and a spider's head." Adam explained.

Peter sighed, "Everyone thinks that. Even the superheroes in my universe."

Bree said, "Wow, your universe doesn't sound good at all. Glad I'm in this one."

"Ok, we'll ask if Mr. Davenport can enroll you to our school." Chase said.

"Alright, thanks." Peter responded. The rest of the day goes on with Peter telling Adam, Bree and Chase his adventures. As they were doing that, someone was spying on them through a camera of some sort where they can't see from the human eye. Two people were watching them. The first figure cannot be told of what he looked like. The second one, on the other hand, looked like he was a teenager, had a gray jacket on, and had a devious look as he looked at the four super humans.

The second figure said, "Spider-Man, huh? He looks like someone I would see at a circus. Though, he is very hard to beat. He has super strength, amazing agility, can crawl on walls, can shoot webs out of his web shooters, and has a danger sense. The only way I can beat him is to capture Adam, Bree, and Chase, make them to fight Spider-Dork, and then we can continue with original plans. Though, I think I need an upgrade. Do you think it's possible that we can beat Spider-Dork?"

The first figure finally talked, "Yes. I do think so. Spider-Man will not know what hit him." He picked up a knife. "Not even Mr. Davenport." He added as he threw the knife at a picture of Mr. Davenport hanging on the wall. Both of the figures smiled evilly.

Peter still told all of his adventures so far to the three bionic super humans.

"So, I found a way to get rid of the symbiote. I found out that it was loud sound vibrations. So I used a church bell and punched it. The bell started ringing and the symbiote was screaming in pain. I ripped it off until the symbiote came off me and fell onto no other than Eddie Brock. He turned into Venom. A monstrous, deadly creature with razor sharp teeth. It had all of my powers but had a little upgrade and it was invisible to my spider sense."

Chase asked, "Why? I thought your spider sense would detect any kind of danger."

"Well yeah but since the symbiote was on me for so long, my spider sense detected it as a friendly nice symbiote. Yeah, the 'symbiote'. Doesn't that word even sound friendly? Anyway, Eddie…or Venom, in this case, decided to find me and take his revenge by killing me. We fought at a construction site.

"Oh my god, did you beat him?" Bree asked worried.

Peter responded, "I was about to lose. If you saw in that battle, you would see me with a ripped up costume and with major cuts where blood was coming out. Luckily, I remembered that the symbiote doesn't like loud sound vibrations. I found a lot of metal poles and hit them together which made the loud sound. I surround Venom with the poles and used one pole to hit surround poles. The symbiote came off of Eddie. I pulled him to me so he can stay away from the symbiote that literally became its own host. I lit up a box of dynamite and threw it at the symbiote. Eddie wanted the symbiote so badly that he ran to it while the dynamite was lit. I tried to save him but it was too late. The explosion disintegrated his body. I think the symbiote had the same result. Only thing is that I will never see that thing again."

"That was a lot of adventures that I think you just made my brain hurt." Adam said as he puts his hand on his head. Peter, Chase, and Bree just chuckled and smiled. Mr. Davenport came in the lab and screamed when he saw Peter.

"Who is that!?"

"Mr. Davenport, it's me. Spider-Man." Peter explained.

"Oh, what are you doing here in this place that is totally not a secret lab." Mr. Davenport said in a suspicious way. Peter explained everything of what happened for the past couple of hours.

"Oh, so you found the lab but you're not freaked out?" The smart owner of an industry said. Peter nodded. Mr. Davenport sighed in relief. "Whew, it's a good thing because when Leo found out about them, he's screamed and was freaked out."

Peter said and gave a thumbs up, "Good…" He was a little weirded out about Leo's reaction. An alarm went off in the lab. "What's that loud noise? I hate that noise more than the symbiote would."

"Wha…?" Mr. Davenport was confused about that.

"Never mind that, what does that noise mean?" Peter asked.

"It means that there is trouble going on. Not crimes or anything like that. Something is going on in my high speed train again."

The bionic teens yelled out in disbelief, "WHAT!? AGAIN!?"

Adam said, "The last time that happened, I had a rope burn."

"Well, you three are the bionic super humans so stop that train before it hits the town of Vinburg." Mr. Davenport ordered.

"Wait! I'll go with them." Peter interrupted Mr. Davenport.

"Fine. Hurry up to the train we got an hour and 55 minutes until it hits Vinburg." The inventor said. Peter puts on his mask. He, Adam, Bree, and Chase went to stop the high speed train. Spider-Man web swinged while Bree ran while carrying Adam and Chase.

_**This is where we will leave off. Like it? Hate it? Questions? Comments? Leave a review! Will the four super humans stop the train and save the town of Vinburg? What will the hidden figures do to Spider-Man and Mr. Davenport? Find out next time on:**_

_**Super Spiders and Rats**_


	4. Chapter 4: High Speed Trains and Rescues

_**Hey guys! I'm back for another chapter of Super Spiders and Rats. I'm not going to keep on repeating the last chapter every single time. If you want to know what happened, read the last chapter before you read this one. Remember, Spider-Man's life revolves around Earth 616, Earth 1610, The Amazing Spider-Man movie, the Spectacular Spider-Man TV Show, the new addition to this is the Ultimate Spider-Man TV Show, and just for this chapter, the Spider-Man 2 movie. Italics Underlined means people's thoughts. Note, it's hard to think of scientific things that Chase, Mr. Davenport, and Peter Parker. So, don't expect it to be perfect. Anyway, enjoy the chapter.**_

**Chapter 4: High Speed Trains and Rescues**

Adam, Bree, and Chase got inside the train while Spider-Man went ahead to the control room.

Spider-Man saw that the controls of the train were destroyed. It looked like it was manmade. He decided to deal with that later. Spider-Man asked over the comm, "So, um…how are we gonna stop this train? Because I've got the beejeevees about this."

"We're going to stop this train by using a bridge. Bree is going to run to a bridge and tie an elastic rope on it's holders. Then we use Adam holds on the rope and use his super strength to stop the train once we pass the bridge. Since we don't have the proper tools right now, this is the only way we can stop it." Chase responded.

"And what am I suppose to do?" The arachnid superhero asked.

"You'll look if we're stopping the train." Chase responded once again but sounding like he was talking to a 5 year old.

"Okay and you will stop talking to me like I'm 5. It's like what happened when you guys we're switching chips." Spider-Man added sounding annoyed.

"Fine but we need to hurry up, we got 45 minutes left." Chase turned to Bree. "Bree, you know what to do." She was about to run to the bridge when she was interrupted by Spider-Man.

"WAIT! There's no bridge near us. Just rails and ground."

"Well, how do you know?" The fast teenage girl asked.

"Spider sense. DUH!" Spider-Man proved to be right. Bree ran ahead the rain to see if there is a bridge. She came back.

"There's no bridge. What are we going to do?" She panicked. Spider-Man came up with multiple ideas that might work.

"I have an idea, well, a lot of them. Just stay there. I'm coming to you."

"Alright." Chase responded. Spider-Man crawls onto the top of the train and ran to Adam, Bree, and Chase. He crawled into the train and ran to the room where they are. "Ok, what's your plan?" The web slinger showed his plan by shooting webbing at the wheels of the train.

"Stop the train by making the wheels stop!" Adam grabbed something that looks like a big hard piece of metal the size of Bree. Chase used his force field ball and shot it at the wheels. It removed some of the wheels. The train shook as that happened.

"Chase!" Everybody yelled at him.

Spider-Man's web just kept on ripping into little parts. The metal Adam used didn't work either. Part of the metal broke off.

"It didn't work." Bree said. "What other ideas you have?" Spider-Man ran to the door of the next room. He turned to the bionic teenagers.

"Follow me to the front of the train." They all ran to the front of the train.

"The controls are broken!" Chase was shocked.

"No…really?" Adam sarcastically said. "What's your next plan that actually won't fail?"

"Our next plan is…" Spider-Man was interrupted by someone trying to shoot him. He dodged the bullets. "WHOA! Take cover!" Chase made a force field around them.

"Where is it coming from?" Adam questioned.

"I don't know! I'm going in to check." Spider-Man made a manmade hole on the top of the train. He jumped up through it and stealthily went to the next cargo. He saw three men with ski masks. Two shooting with the "Death Machine" (Black Ops 1 and 2 reference). The other one just watched. He looked like he was a teenager. He looked at the window and saw Spider-Man spying on them. The mystery teen shot a green laser out of eyes. It headed towards Spider-Man. He dodged it. The laser broke the window and entered in. Spider-Man punched one of the gun men hard in the face. The gun man got up and grabbed Spider-Man quickly. He threw him across the room.

Spider-Man thought, "What the…these guys aren't real. When I punched him, it felt like I was punching Iron Man. These guys are robots which means I have to find their power battery in them." He got up as he thought it. "I just got keep on breaking them apart then destroy the power battery." Spider-Man had done an uppercut on one of them which launched them in the air. It hit the roof the cargo and fell back down on the ground. Spider-Man web pulled the robot right front of them and punched through the robot with all of his might. The power battery popped out of the robot and shuts down. Spider-Man turned to the other robot. He ran up to him as the robot was trying to get a shot on him. Spider-Man had done a combo of kicks from the robot's head to chest. He kicked off the robot's head and it shuts down. The mystery teen ran up to Spider-Man and punched him which launched him to the train cargo that had a bunch of explosives in it. "Oh, Mr. Davenport. Why explosives?" The mystery man shot his laser eyes at the explosives. The train cargo blew up knowing that the mystery man would kill him, or so he thought. Spider-Man got out of the exploding train cargo as the mystery teen shot the green laser out of his eyes. The mystery teen looked at our arachnid hero and started running fast at him. He ran as fast as Bree. He punched Spider-Man to the ground. The mystery teen picked him up and kicked him in the face, launching him back into the room where Adam, Bree, and Chase are.

"Ow. This guy sure packs a wallop." Spider-Man said, rubbing the back of his head.

"What guy?" Adam asked. Spider-Man didn't see him anymore like he disappeared from thin air. He used his spider sense to locate the ski masked teenage villain. The arachnid human found him on top of the train.

"Oh crap. He's on the top of the train!" Spider-Man panicked. He jumped out of the train and crawled to the top of it. Our arachnid hero searched for him through the fog that was starting to happen. He found him. The villain didn't see him because he was behind the villain and the fog.

The villain was talking to someone over comm, "Good, leave her on the rail tracks to be ran over by the train."

"What does he mean by 'to be ran over by the train?" The arachnid hero thought. Spider-Man poked his shoulder. The villain turned around. Spider-Man had done a combo of moves and finished it off by accidentally kicking the guy…you've guessed it…the crotch area. The mystery teen was in so much pain that he grabbed his crotch and fell to the ground. "Ooh, that** had** to hurt. You okay?" Spider-Man chuckled at the sight of this. "Okay enough's enough." He webbed up the teenage villain who was still in great pain.

"You know what, you may got me but do you think you can stop this train?" The villain asked not believing that he will stop the train.

"Uh, let's recap shall we? I defeated your robots, survived an explosion by out of it, and defeated you. Yeah I think I can stop this high speed train that Mr. Davenport put so much money and effort to make." Spider-Man responded to his question.

"You didn't let me finish. Do you think you can stop this train…while trying to save one of your friends." The villain added to the question.

"What!?" Spider-Man said in shock. "What do you mean?"

"As we speak, one of your friends is going to be captured and placed on the train tracks. If you don't stop the train, your friend will be killed. Good Luck trying to stop it though because I was the one who destroyed the controls." The villain really planned out his plan.

"Wait, you sabotaged the train!?" Spider-Man questioned. "Why would you do this? You're just a teenager and I think Mr. Davenport didn't do anything tragic. Did he?"

"No, you can say it's just being part of the family business. And yes I did sabotage the train. I knew that sabotaging the train, Mr. Davenport would be so worried that he will send in you and your friends. And oh yeah, I know they are bionic. Adam, Bree, Chase, I **know** they are. Better hurry, you have about…10 minutes left to stop the train."

"Oh no…" Spider-Man crawled back in the train and ran back to the control room.

**14 minutes earlier**

When Spider-Man went up to the top of the train to search for him again, the bionic teens heard a thumping noise.

"What was that?" Bree wondered. "Hmm…I'm going to check it out." She walked to each train cargo taking a look from side to side. But when she entered next one, she saw a bunch of gunmen holding Death Machines. Bree was prepared for a fight but she didn't know that someone was behind her. He punched the back of her head with all of his might knocking Bree out.

"Ok boss, we got one of the bionic twerps. It's the female one." said one of the gunmen over via comm.

"Good, leave her on the rail tracks to be ran over by the train." Their boss responded. "Huh? What!? Aah!"

"Boss? Boss? Something is going on with the boss!" Gunman 1 looked at the rest of the gunmen. "All of you, search what is going on with the boss. That's an order." All of the gunmen, except of the captain of the team, went up to the top of the train to check out what was going on. It took them a while because the ladder to the top was at the very last train cargo. When they got there, their boss, who is the teenage villain, was trapped in webbing and Spider-Man was already gone to stop the train and save Bree. At the gunman captain's problem, he got in a car where more gunmen were driving in. The gunman captain got in with the unconscious Bree, who was in a potato sack.

"Head far in front of the train! Go!"

**Now**

Spider-Man ran to the control and saw that Adam and Chase was still there but not Bree. He was very worried.

"Guys! Where's Bree?" Spider-Man asked in a worried voice.

"We don't know. We heard something from the train and Bree checked it out. It's been 14 minutes already. Something must've happened to her." Chase explained.

"Oh no…Bree was captured by the people who were firing guns at us. She being tied up to the railroad. If I don't stop this train, she'll be turned into a puddle of dead bionic superhuman! This is very serious. Someone's life is at stake. We need to stop this train." Spider-Man sternly said. "I have to think. Come on Spidey. THINK THINK!"

"Um…Peter, 8 minutes left before…" Chase was interrupted by Adam.

"Dude. Stop with 'telling the time' thing. It's not really helping."

"Thank you Adam." Spider-Man said, still in a very stern voice. He was thinking his hardest and now thought of a crazy idea that might just work. "I got an idea! This might sound very stupid and crazy but my plan is to stop the train with my body and webs. It might just work."

"Well, there is a 16% chance you will stop the train and save Bree. And there's the 84% chance you won't." Chase said giving information.

Spider-Man sighed, "Yeah, great moral support. Now just move and let me stop the train." He jumped out of the train and sticked onto the surface of the wall of the train. He crawled to the front of the train and stood the front side.

"Spidey, be careful. You can do it." Adam said.

"See! Now that's moral support." Spider-Man told Chase.

"Just stop the train." The smart bionic teen ordered. Spider-Man shot webs from left to right making many web like ropes. He held onto the web ropes and started to pull. The train started making screeching sounds which means it's working. Spider-Man gave all of his strength, even his inner strength (Inner strength? God! Sometimes, I'm just god damn ridiculous).

"THIS! IS! NOT! EASY! ARGH!" Spider-Man screamed out at the top of his lungs. He pulled and pulled with all of his might. The train is starting to slow down. Sparks were flying as the train was stopping. As Spider-Man was still stopping the train, he used his spider sense to find Bree in the foggy area. He saw her struggling to get out of the rope tied to the railroad.

"Help!" she screamed. Spider-Man now knew how far she was from the train. He now pulled the web rope even stronger. The train slowed down even more faster. When the train was getting close to Bree, she was struggling even more. "HELP!" When she saw the train coming closer, she screamed loud. But with a stroke of luck, Spider-Man stopped the train in front of Bree, who was still alive and well.

"I…did…it…" Spider-Man said quietly but it can still be heard. He tried so hard that he felt lightheaded and fell into deep unconscious. He fell off the stopped train and landed right in front of Bree.

"Peter!" She yelled being worried. Adam and Chase freed Bree from the rope. They all ran to the unconscious Peter Parker. "Oh my god! We need to get him to the hospital." The female bionic superhuman said.

"Let's go before more trouble comes by." Chase recommended. They called in Mr. Davenport to pick them up at rendezvous.

**Mr. Davenport's Lab. 2 hours later.**

Peter started to come conscious again. He couldn't see at first but then his vision started to come back. All he saw was a bright light.

"Am I in heaven?" Peter wondered in a curious voice.

"No, you're not Pete. You're in the hospital." a female figure said.

"Who said that?" responded Peter.

"It's me. Bree."

"Bree?" He looked away from the bright light and saw Mr. Davenport, Leo, Adam, Bree, and Chase. "Agh, my head! What happened?"

"You stopped the train and saved me. Thank you." Bree explained.

"Oh, you're welcome. I'm…ow…always about a helping hand…ow…I'm gonna feel that in the morning." Everyone chuckled.

"Bree!" Someone yelled her name. It was her boyfriend, Ethan. Bree turned around and saw him. "Bree, are you ok? I heard that you almost got ran over by a train." He hugged her.

"I'm ok…and where did you hear that?" asked Bree.

"It was on the news. A news helicopter was at the scene. The camera was zoomed in on you. How did the train stop?" Ethan asked in confusion. Bree turned around to Spider-Man.

"Spider-Man stopped the train." Bree explained. "He saved my life." Ethan looked at the masked arachnid hero, who was on the hospital bed. Ethan then walked up to him.

"Thank you Spider-Man for saving her." Ethan said in relief.

"No problem. Like I said to them, I'm always about a helping hand." Spider-Man looked at Mr. Davenport. "Mr. Davenport, there was someone at the train who tried to kill me. That person also was the one who captured Bree. He was also the one who sabotaged the train to make it go haywire." Mr. Davenport's eyes widened.

"I'll be right be. I…just need…to go to the…bathroom…" Mr. Davenport entered inside the bathroom. He then started making loud angry sounds.

Leo asked, "Did you stop him?"

"Yes but I think his goons freed him out of my webs when I was too busy stopping the train and passing out." Spider-Man joked at the last part.

"Well anyways, thank you again for saving Bree." Ethan said.

"No problem." Spider-Man replied. The nurse came by.

She said, "Um…Mr. Spider-Man sir, here's your bill." She gave the bill to Spider-Man. His eyes widened as he saw the price. Spider-Man got pissed.

"Oh no…" Leo quietly said.

"FFFFFFFFFFUUUUUUUU-"

**This is the end of Chapter 4. A little outro there. So Like the chapter? Hate it? Will Spider-Man, Adam, Bree, and Chase stop the mysterious teenage villain? Find out next on:**

**Super Spiders and Rats**


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